EX-FILING FEES 4 tmb-20220301xexfilingfees.htm EX-FILING FEES

Exhibit 107.1

Calculation of Filing Fee Tables

Form S-8

(Form Type)

Xilio Therapeutics, Inc.

(Exact Name of Registrant as Specified in its Charter)

Table 1—Newly Registered Securities

Security Type

Security Class Title

Fee Calculation Rule

Amount Registered (1)

Proposed Maximum Offering Price Per Unit

Maximum Aggregate Offering Price

Fee Rate

Amount of Registration Fee

Equity

Common Stock, $0.0001 par value per share

Other

1,648,136 shares (2)

$11.92 (3)

$19,645,781.12 (3)

0.0000927

$1,821.17

Total Offering Amounts

$19,645,781.12

$1,821.17

Total Fee Offsets

$ 0

Net Fee Due

$1,821.17


(1)

In accordance with Rule 416 under the Securities Act of 1933, as amended, this registration statement shall be deemed to cover any additional securities that may from time to time be offered or issued to prevent dilution resulting from stock splits, stock dividends or similar transactions.

(2)

Represents an automatic annual increase on January 1, 2022 to the number of shares reserved for issuance under the 2021 Stock Incentive Plan and the 2021 Employee Stock Purchase Plan pursuant to the terms of such plans and consists of (i) 1,373,447 shares issuable under the 2021 Stock Incentive Plan and (ii) 274,689 shares issuable under the 2021 Employee Stock Purchase Plan.

(3)

Estimated solely for the purpose of calculating the registration fee pursuant to Rules 457(c) and 457(h) of the Securities Act of 1933, as amended, and based upon the average of the high and low prices of the Registrant’s Common Stock as reported on the Nasdaq Global Select Market on February 24, 2022.